Aurora Cannabis (TSX: ACB) has responded to Curaleaf’s (TSX: CURA) announcement that it intends to launch an unsolicited take-over bid for the company, confirming its board is reviewing the proposal while pointing out that the offer carries a ceiling below where Aurora shares traded as recently as December.
In a statement issued August 11, Aurora said its board will form a special committee of independent directors to evaluate the proposal and determine the best course of action for the company and its stakeholders. Shareholders, the company said, “do not need to take any action at this time.”
Aurora’s account of events stretches back further than Curaleaf’s public announcement suggests. The company said it received an initial letter from Curaleaf on June 23, followed by a proposal containing financial terms on July 7. Aurora’s lead independent director corresponded with Curaleaf’s chief executive as recently as July 24, telling him the company was “focused on continuing to execute on its business plan over the short to medium term” while leaving the door open to further dialogue.
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The board’s sharpest observation concerned the structure of what is now on the table. Aurora noted that the current proposal “added a cap on the value of the consideration of US$5.00 per Aurora Share, which is a lower price than Aurora Shares have traded as recently as December 18, 2025.”
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Curaleaf’s proposed transaction values Aurora at US$4.00 per share, made up of 0.3463 Curaleaf subordinate voting shares plus US$0.75 in cash. Curaleaf frames that as a 45% premium to Aurora’s 30-day volume-weighted average price of US$2.75, rising to 82% at the US$5.00 cap. The bid would carry no financing or due diligence conditions and would remain open for 105 days once formally commenced.
Curaleaf has positioned the deal as a way to pair Aurora’s European production capacity with its own international distribution network, projecting a combined business with more than US$1.5 billion in trailing revenue, roughly US$350 million in adjusted EBITDA and about US$40 million in annual cost savings.
Chief Executive Boris Jordan called it “a win-win for Curaleaf and Aurora shareholders.”
Aurora, unsurprisingly, prefers to talk about what it already has. The company pointed to its strong balance sheet, its position as a global leader in medical cannabis across Canada, Europe, Australia and New Zealand, and its GMP-certified manufacturing operations. It also highlighted its recently completed acquisition of Safari Flower Company, arguing that “Aurora’s growing EU-GMP cultivation and manufacturing capacity is highly strategic.”
No formal bid has yet commenced. Aurora said it does not intend to comment further unless it determines that additional disclosure is warranted or required by law.
Aurora Cannabis last traded at $4.92 on the TSX.
